Acquisition Support and Due Diligence Services Brochure

RCP is a registered professional engineering corporation with extensive experience in all types of pipeline risk management and regulatory compliance consulting. Our comprehensive range of services includes: integrity management, compliance assurance program, training, and risk management, as well as implementation assistance and ongoing, long-term support. RCP ACQUISITION SUPPORT / DUE DILIGENCE RCP’s experience in acquisition due diligence has proven that this investment is money wellspent. Problems identified in the due diligence phase can provide the buyer with leverage atclosing time. After the sale is closed, it is difficult to obtain any compensation for priorliabilities that went unidentified. For more information, contact: Jessica Roger Direct (832) 255-7809 Email: jroger@rcp.com RCP Headquarters: 801 Louisiana, Suite 200 Houston, TX 77002 Main: (713) 655-8080 Fax: (713) 655-8083 Website: www.rcp.com Other locations: Anchorage Baton Rouge Denver Knoxville Oklahoma City Seattle Tulsa RCP is a registered trademark of RCP Inc. Pipeline Acquisition Due Diligence RCP can identify issues important to the acquisition decision making process (i.e. significant compliance gaps, significant future regulatory liabilities/costs, other “deal-killers”). Highlights of a typical due diligence project could include: ? Jurisdictional determination review of existing pipeline facilities ? Review of permitting and associated agency notifications ? Phase I environmental assessments ? Fit-for-purpose analysis ? MAOP / MOP analysis ? Regulatory compliance program reviews ? Data room reviews, including critical design, construction, testing, repair, and inspection records acquisition ? API 653 inspection and repair reviews ? Physical inspections of pipeline facilities, as appropriate ? Employee training and qualification assessments - Name change notice (permits, signs, easement agreements, tax assessors) RCP has conducted dozens of due diligence efforts ranging from large crude gathering and transmission pipeline systems to small gas gathering systems. Example #1: An operator entered into a purchase sale agreement to acquire gas production, gathering and transmission pipelines, and treatment facilities. The previous operator had incorrectly classified all of the pipelines as transmission. During due diligence, RCP identified that the majority of the pipelines should be classified as non-regulated gas gathering, thus saving significant administrative burden costs to the acquiring operator once the sale closed. Example #2: A crude marketing company interested in acquiring a 3,000 mile gathering and transmission pipeline system was given 90 days from the purchase sale agreement to closure to conduct due diligence and identify any retained liability for the selling operator. Within that period, RCP conducted a comprehensive Phase I environmental assessment of the entire system, including numerous tank facilities. At the conclusion, the selling operator retained over a dozen liabilities that would have caused the buyer to make substantial investments over an extended period of time to bring these liabilities to closure.